Nate Jorgensen
About Nate Jorgensen
Independent director at IDACORP, Inc. since 2023; age 60; currently CEO of Boise Cascade Company (appointed March 2020). He holds a BS in Civil & Environmental Engineering (University of Wisconsin–Madison) and completed executive education at Dartmouth’s Tuck School of Business. His background spans engineering, operations, and distribution leadership in building materials, with prior senior roles at Weyerhaeuser.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Boise Cascade Company | CEO; previously COO; SVP Engineered Wood Products | CEO since Mar 2020; joined 2015 | Leads Fortune 500 manufacturer/distributor; diversified across wood products and distribution |
| Weyerhaeuser | Various leadership roles incl. VP Distribution Operations; earlier Trus Joist structural engineer | 1987–2015 | Led North American residential business; operations and systems projects (e.g., Y2K readiness) |
External Roles
| Organization | Role | Notes |
|---|---|---|
| American Wood Council | Director | Industry standards and advocacy |
| Boise Cascade Company (NYSE:BCC) | CEO & Director | Sales $6.3B in 2023; ~7,400 employees |
| IDACORP & Idaho Power | Independent Director | Board member since 2023 |
Board Governance
- Independence: Listed as independent director; 9 of 10 nominees are independent.
- Committee assignments:
- Current: Audit Committee member; designated “audit committee financial expert”; audit met 8 times in 2024.
- Proposed post-2025 AGM: Compensation & Human Resources Committee and Executive Committee.
- Attendance: Board held four meetings in 2024; each director attended at least 75% of board and committee meetings; all directors attended 2024 annual meeting.
- Executive sessions: Independent chair; executive sessions at each regular meeting, plus independent directors meet separately at least annually.
- Governance practices: Mandatory retirement age 72; clawback policy; anti-hedging/pledging; director and officer stock ownership requirements; independent audit/comp/corp gov committees.
Fixed Compensation
| Year | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Notes |
|---|---|---|---|
| 2023 | 64,667 | 79,926 | Prorated (began service May 18, 2023) |
| 2024 | 112,000 | 139,919 | Grant date fair value based on closing price 2/29/2024 ($88.11) |
Director compensation structure (2024):
- Base retainer: $100,000; Committee retainers: Audit $12,000; Comp & HR $8,500; Corp Gov & Nominating $7,500; Executive $3,000; Chair retainers: Board $100,000; Audit $15,000; Comp & HR $15,000; Corp Gov $12,500; Annual stock awards: $140,000.
Deferrals, ownership and policies:
- Directors may defer retainers and annual stock awards (deferred stock units accrue dividend equivalents; paid in stock at separation).
- Stock ownership guideline: 5x base annual retainer; all directors in compliance as of 12/31/2024.
- Anti-hedging and anti-pledging applies equally to directors.
Performance Compensation
IDACORP executive incentive framework (relevant to Comp & HR oversight):
- 2024 Short-Term Incentive (weightings and results):
| Metric | Threshold | Target | Maximum | 2024 Actual |
|---|---|---|---|---|
| Customer Satisfaction (15%) | 81.50% | 84.25% | 85.75% | 82.95% |
| Service Reliability (15%) – Outage Incidents | ≤1.60 | ≤1.25 | ≤1.05 | 1.26 |
| Net Income (56%) ($mm) | $270.0 | $278.0 | $283.0 | $289.2 |
| Preservation of ADITCs (14%) ($mm) | ≥$5.0 | ≥$15.0 | ≥$50.0 | $77 |
- 2024 Long-Term Incentive metrics (2024–2026 performance period):
- CEPS: Threshold $13.50; Target $14.65; Max $15.80.
- Relative TSR vs. EEI Utilities Index: Threshold 30th percentile; Target 55th; Max 90th.
- Shareholder support: Say-on-pay received 94.5% approval in 2024.
Other Directorships & Interlocks
| Company/Org | Role | Potential interlock/conflict assessment |
|---|---|---|
| Boise Cascade (building materials supplier) | CEO & Director | Distinct industry vs. regulated utility; no related-party transactions involving directors disclosed in 2024; comp committee reported no interlocks/insider participation issues in 2024. |
| American Wood Council | Director | Industry association role; no conflicts disclosed. |
Expertise & Qualifications
- Financial oversight: Designated audit committee financial expert.
- Technical/operational: Civil & environmental engineering; structural engineering background; deep operations and distribution leadership.
- Compensation governance exposure: Proposed move to Comp & HR; committee retains independent consultant Pay Governance; robust benchmarking processes.
Equity Ownership
| Date | Shares Beneficially Owned | % of Class |
|---|---|---|
| Mar 15, 2024 | 2,356 | <1% |
| Mar 17, 2025 | 3,543 | ~0.01% (MarketScreener) |
- Director stock ownership guidelines: 5x base retainer ($100,000 → $500,000 target); all directors in compliance as of 12/31/2024.
- Anti-hedging/pledging prohibition supports alignment.
Governance Assessment
-
Strengths:
- Financial rigor and audit literacy; designated audit committee financial expert; strong operational track record as a public-company CEO.
- Board independence, attendance, and engagement (executive sessions; ≥75% meeting participation; full annual meeting attendance).
- Director pay mix appropriately balanced cash/equity with clear ownership guidelines and anti-hedging/pledging; deferral mechanisms available.
- Comp governance processes (independent consultant; clear STI/LTI metrics; strong say-on-pay).
-
Watch items / potential conflicts:
- Dual-role workload (CEO of Boise Cascade + IDACORP director) may constrain bandwidth; mitigated by documented attendance and committee work.
- Proposed transition to Comp & HR heightens need to manage any perceived industry interlocks; company discloses no related-party transactions involving directors and no comp committee interlocks in 2024.
-
Red Flags:
- None disclosed specific to Jorgensen (no hedging/pledging; no related-party transactions; strong shareholder pay support).
-
Investor confidence signals:
- Clear KPI-based compensation framework and strong recent execution (NI beat vs. target; ADITC preservation).
- Ownership alignment via guidelines and anti-hedging/pledging.